Vertiseit

Approval of the Annual Accounts and Discharge from Liability
The annual general meeting resolved to approve the income statement and balance sheet for the parent company and the group for the fiscal year 2024. The meeting decided that the company's earnings for the fiscal year 2024 be carried forward to new account and that no dividend be distributed. The board of directors and the CEO were discharged from liability for the fiscal year 2024.

Election of board of directors and auditor and remuneration to the board of directors and auditor
In accordance with the nomination committee's proposal, the annual general meeting decided that the board of directors should consist of six members elected by the meeting without deputies. The meeting re-elected board members Ann Öberg, Vilhelm Schottenius, Jon Lindén, Mikael Olsson, Johanna Schottenius and Carl Backman. It was noted that Adrian Nelje was not seeking re-election. Ann Öberg was re-elected as chairperson of the board of directors for the period until the end of the next annual meeting.

Furthermore, in accordance with the nomination committee's recommendation, it was decided that a fee of 230,000 SEK shall be paid to the chairperson of the board of directors, and 115,000 SEK to each of the other elected members. The total renumeration thus amounts to 805,000 SEK. All fees to the board of directors remain unchanged compared to the previous year. No remuneration will be paid for committee work.

KPMG AB was re-elected as auditor until the end of the next annual meeting. KPMG has announced that the authorized auditor Mikael Ekberg will continue as the lead auditor. It was decided that fees to the auditors shall be paid according to the approved account.

Remuneration report
The annual general meeting resolved to approve the board of directors' remuneration report for 2024.

Nomination Committee Rules
The meeting resolved on unchanged rules for the appointment of the Nomination Committee for the next annual meeting.

Directed issue and transfer of warrants – Incentive program TO 7
The annual general meeting resolved, in accordance with the board of directors’ proposal, on a directed issue of a maximum of 661,000 warrants, corresponding to approximately 2.2 percent of the company’s total number of outstanding shares, under the terms presented in the notice for the introduction of an incentive program. The right to subscribe for the warrants shall, with deviation from the shareholders’ pre-emptive rights, be granted to the wholly-owned subsidiary In-Store Experiences AB. The meeting approved that the subsidiary may, on one or more occasions against payment, be entitled to transfer warrants to current and future employees and key personnel in senior positions in the Vertiseit Group.

Authorization for the board of directors to decide on a directed new issue of shares and/or convertibles
The meeting resolved to authorize the board of directors to, on one or more occasions until the next annual meeting, decide on a new issue of shares and/or convertibles in accordance with the proposal presented to the meeting. The board of directors may decide on the issuance of shares and/or convertibles with deviation from the shareholders’ pre-emptive rights and/or with provision for contribution in kind, set-off, or other conditions in accordance with the Swedish Companies Act. The total number of shares and/or convertibles covered by the issuances under the authorization may amount to a maximum of 10 percent of the total number of issued shares at the time the authorization is first exercised.

Full information and resolutions
All resolutions of the annual general meeting were in accordance with the proposals of the board of directors and the nomination committee. The full proposals for resolutions adopted at the meeting are available on the company's website at www.vertiseit.com.